> Due to typical Japanese corporation by-laws, it only takes 33% share ownership for uncontested control of a corporation
It doesn’t make any sense.
It doesn’t make any sense.
Japanese law allows corporations to only require 1/3 of voting shares present for quorum, and then a majority of those present to pass resolutions. It also allows cross-shareholders (like Toyota) to have special privileges over regular class shareholders (typically right of first refusal over any resolution).
In practice, nothing much will pass without the largest shareholder's approval.
In practice in a hostile situation, they'll be courting the remaining shareholders to gain majority and won't miss those meetings, which tend to also have rules about how quickly or often they can be called.
It is also legal and typical for the bylaws to include poison pill provisions that would automatically protect the existing >33% shareholder, preventing a second >33% shareholder from existing (thus requiring multiple smaller existing shareholders to join forces to overthrow the largest shareholder).